================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------- FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the quarterly period ended SEPTEMBER 30, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from ______________________ to ____________________ Commission file number 0-28150 NEUROCRINE BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) DELAWARE 33-0525145 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 10555 SCIENCE CENTER DRIVE SAN DIEGO, CALIFORNIA 92121 (Address of principal executive offices) (858) 658-7600 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes X No The number of outstanding shares of the registrant's Common Stock, par value of $0.001, was 19,081,984 as of October 31, 1999. ================================================================================
NEUROCRINE BIOSCIENCES, INC FORM 10-Q INDEX PAGE PART I. FINANCIAL INFORMATION ITEM 1: Financial Statements........................................... 3 Condensed Consolidated Balance Sheets as of September 30, 1999 and December 31, 1998......................................... 3 Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 1999 and 1998............. 4 Condensed Consolidated Statements of Cash Flows for nine months ended September 30, 1999 and 1998............................. 5 Notes to the Condensed Consolidated Financial Statements....... 6 ITEM 2: Management's Discussion and Analysis of Financial Condition and Results of Operations..................................... 7 ITEM 3: Quantitative and Qualitative Disclosures About Market Risk.... 11 PART II. OTHER INFORMATION ITEM 5: Other Information............................................. 12 ITEM 6: Exhibits and Reports on Form 8-K.............................. 12 SIGNATURES............................................................. 12 INDEX TO EXHIBITS...................................................... 13
PART I. FINANCIAL INFORMATION Item 1. Financial Statements NEUROCRINE BIOSCIENCES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) Sep 30, Dec 31, 1999 1998 ---------- ---------- (unaudited) ASSETS Current assets: Cash and cash equivalents .......................... $ 7,591 $ 11,708 Short-term investments, available-for-sale ......... 40,946 50,962 Receivables under collaborative agreements ......... 3,591 863 Receivables from related parties ................... 1,045 544 Other current assets ............................... 1,059 1,556 -------- -------- Total current assets ............................ 54,232 65,633 Property and equipment, net ........................ 11,521 10,899 Other assets ....................................... 2,534 3,997 -------- -------- Total assets .................................... $ 68,287 $ 80,529 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable ................................... $ 811 $ 2,481 Accrued liabilities ................................ 2,532 2,077 Deferred revenues .................................. 736 169 Current portion of long-term debt .................. 149 149 Current portion of capital lease obligations ....... 772 693 -------- -------- Total current liabilities ....................... 5,000 5,569 Long-term debt ..................................... 349 461 Capital lease obligations .......................... 1,882 1,786 Deferred rent ...................................... 834 257 Other liabilities .................................. 929 498 -------- -------- Total liabilities ............................... 8,994 8,571 Stockholders' equity: Preferred Stock, $0.001 par value; 5,000,000 shares authorized; no shares issued and outstanding .... -- -- Common Stock, $0.001 par value; 100,000,000 shares authorized; issued and outstanding shares were 19,080,853 in 1999 and 18,930,865 in 1998 ....... 19 19 Additional paid in capital ......................... 97,864 97,064 Deferred compensation and shareholder notes ........ (496) (306) Accumulated other comprehensive (loss) income ...... (111) 31 Accumulated deficit ................................ (37,983) (24,850) -------- -------- Total stockholders' equity ...................... 59,293 71,958 -------- -------- Total liabilities and stockholders' equity ...... $ 68,287 $ 80,529 ======== ======== See accompanying notes to the condensed consolidated financial statements.
NEUROCRINE BIOSCIENCES, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited; in thousands except loss per share data) <TABLE> <CAPTION> Three Months Ended Nine Months Ended September 30, September 30, --------------------- --------------------- 1999 1998 1999 1998 --------------------- --------------------- <S> <C> <C> <C> <C> Revenues: Sponsored research and development ... $ 4,209 $ 2,112 $ 9,760 $ 6,749 Sponsored research and development from related party .................. -- 2,066 501 2,066 Milestones ........................... 750 750 1,500 2,000 Grant income and other revenues ...... 272 126 831 666 -------- -------- -------- -------- Total revenues .................... 5,231 5,054 12,592 11,481 Operating expenses: Research and development ............. 8,331 6,393 21,893 15,457 General and administrative ........... 1,882 1,814 5,587 4,681 Write-off of acquired in-process research and development and licenses -- -- -- 4,910 -------- -------- -------- -------- Total operating expenses .......... 10,213 8,207 27,480 25,048 Loss from operations ..................... (4,982) (3,153) (14,888) (13,567) Other income and (expenses): Interest income ...................... 623 1,174 2,209 3,293 Interest expense ..................... (59) (23) (169) (87) Equity in NPI loss and other adjustments ................... (284) (2,299) (1,174) (3,742) Other income ......................... 295 264 889 905 -------- -------- -------- -------- Loss before taxes ........................ (4,407) (4,037) (13,133) (13,198) Income taxes ............................. -- -- -- -- -------- -------- -------- -------- Net loss ................................. $ (4,407) $ (4,037) $(13,133) $(13,198) ======== ======== ======== ======== Loss per common share: Basic & Diluted $ (0.23) $ (0.22) $ (0.69) $ (0.74) Shares used in the calculation of loss per common share: Basic & Diluted 19,006 18,189 18,975 17,925 </TABLE> See accompanying notes to the condensed consolidated financial statements.
NEUROCRINE BIOSCIENCES, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited; in thousands) Nine Months Ended September 30, ----------------------- 1999 1998 ---------- ----------- CASH FLOW FROM OPERATING ACTIVITIES Net loss .............................................. $(13,133) $(13,198) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Acquisition of NNL .............................. -- 4,200 Equity in NPI losses and other adjustments ...... 1,175 1,281 Depreciation and amortization ................... 1,532 1,261 Deferred revenues ............................... 567 (875) Deferred expenses ............................... 1,260 185 Change in operating assets and liabilities, net of acquired business: Accounts receivable and other current assets (2,732) (522) Other non-current assets ................... 124 924 Accounts payable and accrued liabilities ... (1,215) (1,249) -------- -------- Net cash flows used in operating activities ........... (12,422) (7,993) CASH FLOW FROM INVESTING ACTIVITIES Purchases of short-term investments ................... (26,763) (31,144) Sales/maturities of short-term investments ............ 36,637 42,961 Purchases of property and equipment ................... (1,990) (3,069) -------- -------- Net cash flows provided by investing activities ....... 7,884 8,748 CASH FLOW FROM FINANCING ACTIVITIES Issuance of Common Stock .............................. 358 477 Proceeds from capital lease financing ................. 771 2,334 Principal payments on long-term obligations ........... (708) (776) Payments received on notes receivable from stockholders -- 1 -------- -------- Net cash flows provided by financing activities ....... 421 2,036 -------- -------- Net (decrease) increase in cash and cash equivalents .. (4,117) 2,791 Cash and cash equivalents at beginning of the period .. 11,708 15,771 -------- -------- Cash and cash equivalents at end of the period ........ $ 7,591 $ 18,562 ======== ======== See accompanying notes to the condensed consolidated financial statements.
NEUROCRINE BIOSCIENCES, INC. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 1. BASIS OF PRESENTATION The condensed consolidated financial statements included herein are unaudited. These financial statements include the accounts of Neurocrine Biosciences, Inc. ("Neurocrine" or the "Company") and its wholly owned subsidiary, Northwest NeuroLogic, Inc. ("NNL"). All significant intercompany transactions have been eliminated in consolidation. The Company's minority ownership interest in Neuroscience Pharma, Inc. ("NPI") has been accounted for under the equity method. Certain reclassifications have been made to prior year amounts to conform to the presentation for the three and nine months ended September 30, 1999. The condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions of the Securities and Exchange Commission on Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, these financial statements include all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the financial position, results of operations, and cash flows for the periods presented. The results of operations for the interim periods shown in this report are not necessarily indicative of results expected for the full year. The financial statements should be read in conjunction with the audited financial statements and notes for the year ended December 31, 1998, included in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission. 2. NET INCOME PER SHARE In accordance with Financial Accounting Standards Board Statement No. 128, "Earnings Per Share", basic earnings per share is calculated by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution of securities that could share in the earnings of the Company such as common stock which may be issuable upon exercise of outstanding common stock options, warrants and preferred stock. These shares are excluded when their effects are antidilutive. For the three and nine months ended September 30, 1999 and 1998, potentially dilutive securities were excluded from the diluted earnings per share calculation. 3. COMPREHENSIVE INCOME Financial Accounting Standards Board Statement No. 130, "Comprehensive Income", requires the disclosure of all components of comprehensive income, including net income and changes in equity during a period from transactions and other events and circumstances generated from non-owner sources. Other comprehensive income consisted of gains (losses) on short-term investments of $8,000 and ($142,000) for the three and nine months ended September 30, 1999; and $16,000 and $21,000 for the same periods in 1998, respectively. 4. SEGMENT INFORMATION Financial Accounting Standards Board Statement No. 131, "Disclosures about Segments of an Enterprise and Related Information", establishes standards for reporting financial and descriptive information about an enterprise's operating segments in its annual financial statements and selected segment information in interim financial reports. The Company is engaged in the discovery and development of prescription drugs and considers its operations to be a single reportable segment. Financial results of this reportable segment are presented in the accompanying financial statements. The Company has no foreign operations.
Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following Management's Discussion and Analysis of Financial Condition and Results of Operations of the Company contain forward-looking statements which involve risks and uncertainties, pertaining generally to the expected continuation of the Company's collaborative agreements, the receipt of research payments thereunder, the future achievement of various milestones in product development and the receipt of payments related thereto, the potential receipt of royalty payments, pre-clinical testing and clinical trials of potential products, the period of time the Company's existing capital resources will meet its funding requirements, and financial results and operations. Actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth below and those outlined in the Company's 1998 Annual Report on Form 10-K filed with the Securities and Exchange Commission. OVERVIEW Since the founding of the Company in January 1992, Neurocrine has been engaged in the discovery and development of novel pharmaceutical products for diseases and disorders of the central nervous and immune systems. To date, Neurocrine has not generated any revenues from the sale of products, and does not expect to generate any product revenues in the foreseeable future. The Company has funded its operations primarily through public offering and payments under research and development agreements. The Company is developing a number of products with corporate collaborators and will rely on those collaborators and new collaborators to meet funding requirements. Revenues are expected to come from the Company's strategic alliances. The Company expects to generate future net losses in anticipation of significant increases in operating expenses as products are advanced through the various stages of clinical development. As of September 30, 1999, Neurocrine has incurred a cumulative deficit of $38.0 million and expects to incur operating losses in the future, which may be greater than losses in prior years. RESULTS OF OPERATIONS THREE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 ---------------------------------------------- Revenues for the third quarter of 1999 were $5.2 million compared to $5.1 million for the respective period in 1998. The increase in revenues primarily resulted from the 1999 collaborations with Wyeth-Ayerst and Janssen Pharmaceutica, a subsidiary of Johnson & Johnson. The Wyeth-Ayerst agreement included a number of milestone payments, one of which was achieved during the third quarter earning a $750,000 payment in addition to quarterly sponsored research payments of $750,000. The Janssen agreement contributed sponsored research and development revenues of $1.7 million to third quarter revenues. Revenues in 1998 included $2.1 million in sponsored development from NPI and a $750,000 milestone payment from Novartis. Research and development expenses increased to $8.3 million for the third quarter of 1999 compared to $6.4 million for the same period in 1998. The increase reflects higher costs associated with increased scientific personnel and related expenditures as the Company advances its drug candidates through clinical testing. Currently, the Company has five compounds in clinical development. General and administrative expenses increased to $1.9 million during the third quarter of 1999 compared to $1.8 million for the same period in 1998. The increase resulted primarily from additional administrative personnel, business development and professional service expenses to support the expanded clinical development efforts.
Interest income decreased to $623,000 during the third quarter of 1999 compared to $1.2 million for the same period last year. The decrease was primarily due to a decline in investment balances. The Company anticipates further decline in interest income as cash reserves are used to fund progressive clinical trials. Net loss for the third quarter of 1999 was $4.4 million or $0.23 per share compared to $4.0 million or $0.22 per share for the same period in 1998. Increased revenues of $177,000 were used to finance the $2.0 million increase in operating expenses primarily related to clinical development costs. Interest income declined by $551,000 and non-cash charges relating to NPI equity transactions decreased by $2.0 million. To date, the Company's revenues have come from funded research and achievements of milestones under corporate collaborations. The nature and amount of these revenues from period to period may lead to substantial fluctuations in the results of quarterly revenues and earnings. Accordingly, results and earnings of one period are not predictive of future periods. NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 --------------------------------------------- Revenues for the nine months ended September 30, 1999 were $12.6 million compared to $11.5 million for the same period in 1998. The increase in revenues primarily resulted from the 1999 collaborations with Wyeth-Ayerst and Janssen Pharmaceutica, a subsidiary of Johnson & Johnson. The Wyeth-Ayerst agreement included a number of milestone payments, two of which were achieved earning a $1.5 million payment in addition to quarterly sponsored research payments of $750,000. The Janssen agreement contributed sponsored research and development revenues of $1.7 million to third quarter 1999 revenues. Revenues in 1998 included $2.1 million in sponsored development from NPI and a $750,000 milestone payment from Novartis. Research and development expenses increased to $21.9 million for the nine months ended September 30, 1999 compared to $15.5 million for the same period in 1998. The increase reflects higher costs associated with increased scientific personnel and development costs as the Company advances its drug candidates through the clinical testing. The Company currently has five compounds in clinical development. General and administrative expenses increased to $5.6 million during the nine months ended September 30, 1999 compared to $4.7 million for the same period last year. The increase is attributable to additional administrative personnel, business development and professional service expenses to support the expanded clinical development efforts. During 1998, the Company wrote-off acquired in-process research and development fees of $4.9 million. Of that total, $4.2 million were non-cash charges relating to the acquisition of NNL. The balance is attributable to the in-licensing of compounds for insomnia and glioblastoma. Both compounds are currently in clinical development programs. Interest income decreased to $2.2 million during the nine months ended September 30, 1999 compared to $3.3 million for the same period last year. The decline in interest income resulted from lower investment balances. The Company anticipates further decline in interest income as cash reserves are used to fund progressive clinical trials. Net loss for the nine months ended September 30, 1999 was $13.1 million or $0.69 per share compared to $13.2 million or $0.74 per share for the same period in 1998. During 1999, increased revenues of $1.1 million were used to finance the $7.3 million increase in operating expenses related to clinical development and administration. Write-off of acquired in-process research and development costs and equity transactions related to NPI decreased by $7.5 million. In addition, the Company experienced a decline of $1.1 million in interest income. To date, the Company's revenues have come from funded research and achievements of milestones under corporate collaborations. The nature and amount of these revenues from period to period may lead to substantial fluctuations in the results of year-to-date revenues and earnings. Accordingly, results and earnings of one period are not predictive of future periods.
LIQUIDITY AND CAPITAL RESOURCES At September 30, 1999, the Company's cash, cash equivalents, and short-term investments totaled $48.5 million compared with $62.7 million at December 31, 1998. The decline in cash balances during 1999 reflects the increased losses associated with the progressive clinical development programs and the addition of scientific personnel. Net cash used in operating activities during the first nine months of 1999 was $12.4 million compared with $8.0 million for the same period last year. Net cash used during 1999 and 1998 reflects the payment of clinical development expenses and other accrued liabilities. The Company anticipates continued funding of clinical trials to use cash in future periods. Net cash provided by investing activities during 1999 was $7.9 million compared with $8.7 million during 1998. The increase in cash provided was primarily the result of timing differences in the investment purchases and sales/maturities and the fluctuations in the Company's portfolio mix between cash equivalents and short-term investment holdings, net of capital asset purchases of $2.0 and $3.1 million during 1999 and 1998, respectively. Net cash provided by financing activities during 1999 was $421,000 compared to $2.0 million in 1998. Cash provided by proceeds from Common Stock issuances and capital lease financing, net of payments on long-term obligations, resulted in net cash provided during 1999 and 1998. The Company believes that its existing capital resources, together with interest income and future payments due under the strategic alliances, will be sufficient to satisfy its current and projected funding requirements at least through the year 2001. However, no assurance can be given that such capital resources and payments will be sufficient to conduct its research and development programs as planned. The amount and timing of expenditures will vary depending upon a number of factors, including progress of the Company's research and development programs. Failure of a corporate collaborator to meet its contractual obligations could have a material adverse effect on the Company's financial position and results of operations. INTEREST RATE RISK The Company is exposed to changes in interest rates primarily from its long-term debt. The Company believes that a hypothetical 100 basis point adverse move in interest rates along the entire interest rate yield curve would not materially effect the fair value of interest sensitive financial instruments nor the costs associated with the long-term debt. Interest risk exposure on long-term debt relates to the Company's note payable which bears a floating interest rate of prime plus one quarter percent (8.50% at September 30, 1999 and 8.00% at December 31, 1998). At September 30, 1999 and December 31, 1998, the note balance was $498,000 and $610,000, respectively. This note is payable in equal monthly installments through January 2003. IMPACT OF YEAR 2000 The Year 2000 Issue is the result of computer programs being written using two digits rather than four to define the applicable year. Any of the Company's computer programs or hardware that have date-sensitive software or embedded chips may recognize a date using "00" as the year 1900 rather than the year 2000. This could result in a system failure or miscalculations causing disruptions of operations, including, among other things, a temporary inability to process transactions, send invoices, or engage in similar normal business activities.
In the normal course of business over the past two years, the Company has made incremental modifications and improvements to all of its operational and financial software. An integral part of this process has been to ensure that all newly purchased software and hardware are Year 2000 compliant. The Company has completed an evaluation of all of the existing software and hardware used in its internal systems and operations and is now Year 2000 compliant. The Company has also evaluated and replaced or remediated various hardware components used in its laboratory operations and now believes it is Year 2000 compliant in this area as well. In general, the Company management is satisfied with its efforts to be Year2000 prepared, however, it will continue to monitor and reassess systems through the end of the year. Because third party failures could have a material adverse impact on the Company's ability to conduct business, the Company has requested written assurances from all material customers and vendors that their systems are or will be Year 2000 compliant. The Company has received such assurances from many of its domestic material customers and vendors as well as many of its international customers and vendors; however, this is an on-going process. The business interruption of any of the Company's significant customers, materials suppliers and service providers resulting from their Year 2000 issues, could have a material adverse impact on the Company's revenues and results of operations. Based on information obtained from third parties and on-going evaluations of the Company's own systems, management believes it has identified the most reasonably likely worst case scenario with respect to possible losses in connection with Year 2000 related problems. Based on this scenario, the Company has developed contingency plans for restoration of financial and scientific data, replacement of material suppliers and service providers and the building of safety stocks of critical materials in the event that current vendors experience Year 2000 compliance issues. The incremental cost to the Company of Year 2000 compliance was approximately $175,000. The expensed costs do not include internal costs, as the Company does not separately track the internal costs of Year 2000 compliance. Such internal costs are principally the related payroll costs for the Company's information technology group. There are many factors outside the Company's control that could cause the Year 2000 problem to seriously disrupt its operations. However, the Company has identified certain risks and has developed contingency plans in order to reduce its exposure in these areas. The scope of the Company's efforts regarding each risk is limited to the Company's key products, key compounds, subsidiaries, critical suppliers, and major customers. The most critical of these risks are: a disruption in the supply of product with particular emphasis on failures of raw material suppliers, commercial partners, and external distribution channels; internal infrastructure failures such as utilities, communications, internal information technology services and integrated information technology systems. The information above contains forward-looking statements including, without limitation, statements relating to the Company's plans, strategies, objectives, expectations, intentions, and adequate resources that are made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Readers are cautioned that forward-looking statements about the Year 2000 should be read in conjunction with the Company's disclosures under the heading: "Caution on forward-looking statements". CAUTION ON FORWARD-LOOKING STATEMENTS The Company's business is subject to significant risks, including but not limited to, the risks inherent in its research and development activities, including the successful continuation of the Company's strategic collaborations, the successful completion of clinical trials, the lengthy, expensive and uncertain process of seeking regulatory approvals, uncertainties associated both with the potential infringement of patents and other intellectual property rights of third parties, and with obtaining and enforcing its own patents and patent rights, uncertainties regarding government reforms and of product pricing and reimbursement levels, technological change and competition, manufacturing uncertainties and dependence on third parties. Even if the Company's product candidates appear promising at an early stage of development, they may not reach the market for numerous reasons. Such reasons include the possibilities that the product will be ineffective or unsafe during clinical trials, will fail to receive necessary regulatory approvals, will be difficult to manufacture on a large scale, will be uneconomical to market or will be precluded from commercialization by proprietary rights of third parties.
Neurocrine will require additional funding for the continuation of its research and product development programs, for progress with preclinical testing and clinical trials, for operating expenses, for the pursuit of regulatory approvals for its product candidates, for the costs involved in filing and prosecuting patent applications and enforcing or defending patent claims, if any, for the cost of product in-licensing and any possible acquisitions, and may require additional funding for establishing manufacturing and marketing capabilities in the future. The Company may seek to access the public or private equity markets whenever conditions are favorable. The Company may also seek additional funding through strategic alliances and other financing mechanisms, potentially including off-balance sheet financing. There can be no assurance that adequate funding will be available on terms acceptable to the Company, if at all. If adequate funds are not available, the Company may be required to curtail significantly one or more of its research or development programs or obtain funds through arrangements with collaborative partners or others. This may require the Company to relinquish rights to certain of its technologies or product candidates. The Company believes that its existing capital resources will be adequate to satisfy its current and planned operations through the year 2000. Neurocrine expects to incur additional operating expenses over the next several years as its research, development, preclinical testing and clinical trial activities increase. To the extent that the Company is unable to obtain third party funding for such expenses, the Company expects that increased expenses will result in increased losses from operations. There can be no assurance that the Company's products under development will be successfully developed or that its products, if successfully developed, will generate revenues sufficient to enable the Company to earn a profit. For a further discussion of the risks associated with an investment in the Company, please see the section entitled "Risk Factors" in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 1998. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. A discussion of the Company's exposure to, and management of, market risk appears in Part 1, Item 2 of this Quarterly Report on Form 10-Q under the heading "Interest Rate Risk".
PART II: OTHER INFORMATION ITEM 5. OTHER INFORMATION The Company has been advised, that due to personal commitments, Harry F. Hixson, Jr. will be resigning from the Board of Directors effective December 31, 1999. The Company has not identified a replacement director as of the date of this report. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (A) Exhibits. The following exhibits are filed as part of this report: *10.1 Agreement by and among Dupont Pharmaceuticals Company, Janssen Pharmaceutica, N.V. and Neurocrine Biosciences, Inc. *10.2 Amendment Number One to the Agreement between Neurocrine Biosciences, Inc. and Janssen Pharmaceutica, N.V. 27 Financial Data Schedule. --------------- *Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Commission. The omitted portions have been filed separately with the Commission. Reports on Form 8-K. During the quarter ended September 30, 1999, the Company filed no current reports on Form 8-K. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Dated: 11/12/99 /s/ Paul W. Hawran Paul W. Hawran Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)
EXHIBIT INDEX *10.1 Agreement by and among Dupont Pharmaceuticals Company, Janssen Pharmaceutica, N.V. and Neurocrine Biosciences, Inc. *10.2 Amendment Number One to the Agreement between Neurocrine Biosciences, Inc. and Janssen Pharmaceutica, N.V. 27 Financial Data Schedule. --------------- *Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Commission. The omitted portions have been filed separately with the Commission.